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Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME
Three Months EndedSix Months Ended
June 30,June 30,
(Unaudited)2026202520262025
(Millions of dollars, except per share amounts)
Revenues
Commodity sales$10,814$6,726$19,259$13,638
Services and other1,2351,1612,4082,292
Total revenues (Note J)12,0497,88721,66715,930
Cost of sales and fuel (exclusive of items shown separately below)9,2425,36016,29511,015
Operations and maintenance7156181,3491,273
Depreciation and amortization387368765748
General taxes10888220185
Transaction costs4221164
Other operating expense (income), net——6(6)
Operating income1,5931,4313,0212,651
Equity in net earnings from investments (Note H)10381192189
Impairment of equity investments (Note H)——(60)—
Other income, net439741
Interest expense (net of capitalized interest of $35, $12, $62 and $22, respectively)(434)(438)(873)(880)
Income before income taxes1,2661,1132,2872,001
Income taxes(299)(260)(544)(457)
Net income9678531,7431,544
Less: Net income attributable to noncontrolling interests112367
Net income attributable to ONEOK$966$841$1,740$1,477
Basic EPS (Note G)$1.53$1.34$2.76$2.38
Diluted EPS (Note G)$1.53$1.34$2.75$2.38
Average shares (millions)
Basic630.9627.2630.8619.3
Diluted632.0628.1631.8620.3

See accompanying Notes to Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three Months EndedSix Months Ended
June 30,June 30,
(Unaudited)2026202520262025
(Millions of dollars)
Net income$967$853$1,743$1,544
Other comprehensive income (loss), net of tax
Change in fair value of derivatives, net of tax of $(7), $(17), $84 and $(6), respectively1658(287)21
Derivative amounts reclassified to net income, net of tax of $(66), $(2), $(85) and $(5), respectively221128511
Changes in benefit plan obligations and other, net of tax of $—, $—, $— and $—, respectively1111
Total other comprehensive income (loss), net of tax23860(1)33
Comprehensive income1,2059131,7421,577
Less: Comprehensive income attributable to noncontrolling interests112367
Comprehensive income attributable to ONEOK$1,204$901$1,739$1,510

See accompanying Notes to Consolidated Financial Statements.

ONEOK, Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
June 30,December 31,
(Unaudited)20262025
Assets(Millions of dollars)
Current assets
Cash and cash equivalents$161$78
Accounts receivable, net3,5503,010
Inventories1,056948
Other current assets543452
Total current assets5,3104,488
Property, plant and equipment
Property, plant and equipment57,09455,489
Accumulated depreciation and amortization8,3207,628
Net property, plant and equipment48,77447,861
Other assets
Investments in unconsolidated affiliates3,1392,889
Goodwill8,0588,058
Intangible assets, net2,8352,901
Other assets433444
Total other assets14,46514,292
Total assets$68,549$66,641
Liabilities, redeemable noncontrolling interests and equity
Current liabilities
Current maturities of long-term debt (Note D)$750$1,241
Short-term borrowings (Note D)1,499820
Accounts payable3,5332,838
Accrued interest459499
Other current liabilities963967
Total current liabilities7,2046,365
Long-term debt, excluding current maturities30,77330,755
Deferred credits and other liabilities
Deferred income taxes6,8926,349
Other deferred credits599603
Total deferred credits and other liabilities7,4916,952
Commitments and contingencies (Note I)
Redeemable noncontrolling interests in consolidated subsidiaries (Note F)44—
Equity (Note E)
Common stock, $0.01 par value: authorized 1,200,000,000 shares; issued 655,909,018 shares and outstanding 630,362,380 shares at June 30, 2026; issued 655,909,018 shares and outstanding 629,707,691 shares at December 31, 202577
Paid-in capital21,00720,961
Accumulated other comprehensive loss(28)(27)
Retained earnings2,7592,373
Treasury stock, at cost: 25,546,638 shares at June 30, 2026, and 26,201,327 shares at December 31, 2025(808)(829)
Total ONEOK shareholders' equity22,93722,485
Noncontrolling interests in consolidated subsidiaries10084
Total equity23,03722,569
Total liabilities, redeemable noncontrolling interests and equity$68,549$66,641

See accompanying Notes to Consolidated Financial Statements.

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended
June 30,
(Unaudited)20262025
(Millions of dollars)
Operating activities
Net income$1,743$1,544
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization765748
Equity in net earnings from investments (Note H)(192)(189)
Impairment of equity investments (Note H)60—
Distributions received from unconsolidated affiliates228198
Deferred income taxes545394
Other, net8723
Changes in assets and liabilities:
Accounts receivable(537)(153)
Inventories, net of commodity imbalances(140)(140)
Accounts payable585301
Other assets and liabilities, net(157)(297)
Cash provided by operating activities2,9872,429
Investing activities
Capital expenditures (less allowance for equity funds used during construction)(1,477)(1,378)
Contributions to unconsolidated affiliates(353)(155)
Other, net4125
Cash used in investing activities(1,789)(1,508)
Financing activities
Dividends paid(1,348)(1,287)
Short-term borrowings, net791,205
$1.2 Billion Term Loan Agreement borrowings (Note D)600—
Delaware Basin JV Acquisition(10)(536)
Extinguishment of long-term debt (Note D)(491)(803)
Other, net55(136)
Cash used in financing activities(1,115)(1,557)
Change in cash and cash equivalents83(636)
Cash and cash equivalents at beginning of period78733
Cash and cash equivalents at end of period$161$97

See accompanying Notes to Consolidated Financial Statements.

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS
ONEOK Shareholders' Equity
(Unaudited)Common StockPaid-in CapitalAOCL*Retained EarningsTreasury StockNoncontrolling InterestsTotal EquityRedeemable Noncontrolling Interests
(Millions of dollars)
January 1, 2026$7$20,961$(27)$2,373$(829)$84$22,569$—
Net income———774—2776—
Other comprehensive loss——(239)———(239)—
Common stock issued—4——11—15—
Common stock dividends - $1.07 per share (Note E)———(677)——(677)—
Distributions to noncontrolling interests—————(2)(2)—
Contributions from noncontrolling interests—————66—
Contributions from redeemable noncontrolling interests (Note F)———————41
Other, net———(1)——(1)—
March 31, 2026720,965(266)2,469(818)9022,44741
Net income———966——9661
Other comprehensive income——238———238—
Common stock issued—15——10—25—
Common stock dividends - $1.07 per share (Note E)———(677)——(677)—
Distributions to noncontrolling interests—————(2)(2)—
Contributions from noncontrolling interests—————1111—
Contributions from redeemable noncontrolling interests (Note F)———————2
Other, net—27—1—129—
June 30, 2026$7$21,007$(28)$2,759$(808)$100$23,037$44

*Accumulated other comprehensive loss

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS
(Continued)ONEOK Shareholders' Equity
(Unaudited)Preferred StockCommon StockPaid-in CapitalAOCL*Retained EarningsTreasury StockNoncontrolling InterestsTotal Equity
(Millions of dollars)
January 1, 2025$—$6$16,354$(96)$1,579$(807)$5,097$22,133
Net income————636—55691
Other comprehensive loss———(27)———(27)
Preferred stock dividends - $13.75 per share————————
Common stock issued——(21)——14—(7)
Common stock dividends - $1.03 per share————(645)——(645)
Repurchase of common stock—————(17)—(17)
EnLink Acquisition—14,377———(4,378)—
Distributions to noncontrolling interests——————(25)(25)
Contributions from noncontrolling interests——————44
Other, net——11—(1)—313
March 31, 2025—720,721(123)1,569(810)75622,120
Net income————841—12853
Other comprehensive income———60———60
Common stock issued——8——8—16
Common stock dividends - $1.03 per share————(644)——(644)
Delaware Basin JV Acquisition——199———(678)(479)
Distributions to noncontrolling interests——————(20)(20)
Contributions from noncontrolling interests——————66
Other, net——(5)—(1)—(2)(8)
June 30, 2025$—$7$20,923$(63)$1,765$(802)$74$21,904

*Accumulated other comprehensive loss

See accompanying Notes to Consolidated Financial Statements.

ONEOK, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

A. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Our accompanying unaudited Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the SEC. These statements have been prepared in accordance with GAAP and reflect all adjustments that, in our opinion, are necessary for a fair statement of the results for the interim periods presented. All such adjustments are of a normal recurring nature. The 2025 year-end Consolidated Balance Sheet data was derived from our audited Consolidated Financial Statements but does not include all disclosures required by GAAP. Certain reclassifications have been made in the prior year Consolidated Financial Statements to conform to the current year presentation. These unaudited Consolidated Financial Statements should be read in conjunction with our audited Consolidated Financial Statements in our Annual Report.

Recently Issued Accounting Standards Update - Changes to GAAP are established by the Financial Accounting Standards Board (FASB) in the form of Accounting Standards Updates (ASUs) to the FASB Accounting Standards Codification. We consider the applicability and impact of all ASUs. ASUs not discussed herein or in our Annual Report were assessed and determined to be either not applicable or clarifications of ASUs previously issued. Except as discussed below, there have been no new accounting pronouncements that have become effective or have been issued that are of significance or potential significance to us during the quarter, and no material updates to recently issued standards disclosed in our Annual Report.

In May 2026, the FASB issued ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818), which provides guidance for the recognition, measurement, presentation and disclosure of environmental credits and environmental credit obligations. ASU 2026-02 is effective for fiscal years and interim periods beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

B. FAIR VALUE MEASUREMENTS

Determining Fair Value - For our fair value measurements, we utilize market prices, third-party pricing services, present value methods and standard option valuation models to determine the price we would receive from the sale of an asset or the transfer of a liability in an orderly transaction at the measurement date. We measure the fair value of a group of financial assets and liabilities consistent with how a market participant would price the net risk exposure at the measurement date. Determining the appropriate classification of our fair value measurements within the fair value hierarchy requires management’s judgment regarding the degree to which market data is observable or corroborated by observable market data. We categorize derivatives based on the lowest level input that is significant to the fair value measurement in its entirety. Our valuation techniques and inputs are consistent with those discussed in Note A of the Notes to Consolidated Financial Statements in our Annual Report.

Recurring Fair Value Measurements - The following tables set forth our recurring fair value measurements as of the dates indicated:

June 30, 2026
Level 1Level 2Level 3Total - GrossNetting (a)Total - Net
(Millions of dollars)
Derivative assets
Commodity contracts$76$116$—$192$(155)$37
Total derivative assets$76$116$—$192$(155)$37
Derivative liabilities
Commodity contracts$(96)$(59)$—$(155)$155$—
Total derivative liabilities$(96)$(59)$—$(155)$155$—

(a) - Derivative assets and liabilities are presented in our Consolidated Balance Sheets on a net basis. We net derivative assets and liabilities when a legally enforceable master-netting arrangement exists between the counterparty to a derivative contract and us. At June 30, 2026, we held no cash and posted cash of $46 million with a counterparty, which is included in other current assets in our Consolidated Balance Sheets.

December 31, 2025
Level 1Level 2Level 3Total - GrossNetting (a)Total - Net
(Millions of dollars)
Derivative assets
Commodity contracts$60$69$—$129$(67)$62
Total derivative assets$60$69$—$129$(67)$62
Derivative liabilities
Commodity contracts$(21)$(46)$—$(67)$67$—
Total derivative liabilities$(21)$(46)$—$(67)$67$—

(a) - Derivative assets and liabilities are presented in our Consolidated Balance Sheets on a net basis. We net derivative assets and liabilities when a legally enforceable master-netting arrangement exists between the counterparty to a derivative contract and us. At December 31, 2025, we held no cash and posted cash of $4 million with a counterparty, which is included in other current assets in our Consolidated Balance Sheets.

Other Financial Instruments - The approximate fair value of cash and cash equivalents, accounts receivable, accounts payable and short-term borrowings is equal to book value due to the short-term nature of these items. Our cash and cash equivalents are composed of bank and money market accounts and are classified as Level 1. Our short-term borrowings are classified as Level 2 since the estimated fair value of the short-term borrowings can be determined using significant observable market data, including interest rates and credit spreads. We have investments associated with our supplemental executive retirement plan and nonqualified deferred compensation plan that are carried at fair value and primarily are composed of mutual funds, municipal bonds and other fixed income securities classified as Level 1 and Level 2.

The book value of our consolidated long-term debt, including current maturities, was $31.5 billion and $32.0 billion at June 30, 2026, and December 31, 2025, respectively. The estimated fair value of our consolidated long-term debt, including current maturities, was $31.8 billion and $32.7 billion at June 30, 2026, and December 31, 2025, respectively. The estimated fair value of the aggregate senior notes outstanding was determined using quoted market prices for similar issues with similar terms and maturities. The estimated fair value of our consolidated long-term debt is classified as Level 2.

C. RISK-MANAGEMENT AND HEDGING ACTIVITIES USING DERIVATIVES

Risk-management Activities - We are sensitive to changes in the prices of natural gas, NGLs, Refined Products and crude oil, principally as a result of contractual terms under which these commodities are processed, purchased and sold. We are also subject to the risk of interest-rate fluctuation in the normal course of business. We use physical-forward purchases and sales and financial derivatives to secure a certain price for a portion of our natural gas, NGLs, Refined Products, condensate and crude oil purchases and sales; to reduce our exposure to commodity price and interest-rate fluctuations; and to achieve more predictable cash flows. Additionally, we may use physical-forward purchases and financial derivatives to reduce commodity price risk associated with power and natural gas used to operate our facilities. We follow established policies and procedures to assess risk and approve, monitor and report our risk-management activities. We have not used these instruments for trading purposes.

Commodity price risk - Commodity price risk refers to the risk of loss in cash flows and future earnings arising from adverse changes in the price of natural gas, NGLs, Refined Products and crude oil. We may use commodity derivative instruments to reduce the near-term commodity price risk associated with a portion of our forecasted purchases and sales of commodities. Our exposure to commodity price risk is consistent with that discussed in our Annual Report.

Interest-rate risk - We may manage interest-rate risk through the use of fixed-rate debt, floating-rate debt, Treasury locks and interest-rate swaps. At June 30, 2026, and December 31, 2025, we had no outstanding interest-rate derivative instruments.

Fair Values of Derivative Instruments - The following table sets forth the fair values of our derivative instruments presented on a gross basis as of the dates indicated:

June 30, 2026December 31, 2025
Location in our Consolidated Balance SheetsAssets(Liabilities)Assets(Liabilities)
(Millions of dollars)
Derivatives designated as hedging instruments
Commodity contracts (a)Other current assets$180$(138)$112$(50)
Other assets9(7)——
Total derivatives designated as hedging instruments189(145)112(50)
Derivatives not designated as hedging instruments
Commodity contracts (a)Other current assets3(8)17(17)
Other assets—(2)——
Total derivatives not designated as hedging instruments3(10)17(17)
Total derivatives$192$(155)$129$(67)

(a) - Derivative assets and liabilities are presented in our Consolidated Balance Sheets on a net basis when a legally enforceable master-netting arrangement exists between the counterparty to a derivative contract and us.

Notional Quantities for Derivative Instruments - The following table sets forth the notional quantities for our derivative instruments, consisting of futures and swaps, held as of the dates indicated:

June 30, 2026December 31, 2025
Net Purchased/Payor (Sold/Receiver)
Derivatives designated as hedging instruments:
Cash flow hedges
Fixed price
- Natural gas (Bcf)(18.3)(19.4)
- NGLs, Refined Products and crude oil (MMBbl)(19.1)(22.1)
Basis
- Natural gas (Bcf)(18.2)(17.9)
- NGLs, Refined Products and crude oil (MMBbl)7.7(0.6)
Derivatives not designated as hedging instruments:
Fixed price
- Natural gas (Bcf)(4.9)(4.1)
- NGLs, Refined Products and crude oil (MMBbl)(0.2)0.1
Basis
- Natural gas (Bcf)—(0.2)
Swing Swaps
- Natural gas (Bcf)—(0.6)

Cash Flow Hedges - At June 30, 2026, and December 31, 2025, the accumulated other comprehensive income (loss) relating to risk-management assets and liabilities, net of taxes, was $17 million and $19 million, respectively. Corresponding unrealized gains (losses) related to risk-management assets and liabilities at June 30, 2026, and December 31, 2025, were not material.

For the three and six months ended June 30, 2026, the unrealized change in fair value of cash flow hedges in other comprehensive income (loss) related to commodity contracts was $23 million and $(371) million, respectively.

The following table sets forth the effect of cash flow hedges on net income for the periods indicated:

Derivatives in Cash Flow Hedging RelationshipsLocation of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Net IncomeThree Months EndedSix Months Ended
June 30,June 30,
20262026
(Millions of dollars)
Commodity contractsCommodity sales revenues$(280)$(378)
Cost of sales and fuel(2)16
Interest-rate contractsInterest expense(4)(8)
Total change in fair value of cash flow hedges reclassified from accumulated other comprehensive loss into net income on derivatives$(286)$(370)

For the three and six months ended June 30, 2025, the unrealized change in fair value of cash flow hedges in other comprehensive income (loss) related to commodity contracts and the effect of cash flow hedges on net income were not material.

Credit Risk - We monitor the creditworthiness of our counterparties and compliance with policies and limits established by our Risk Oversight and Strategy Committee. We maintain credit policies with regard to our counterparties that we believe minimize credit risk. Our policies and related credit risk are consistent with those discussed in our Annual Report.

D. DEBT

Current Maturities - At June 30, 2026, our current maturities of long-term debt consisted of $750 million, 5.55% senior notes due November 2026.

Commercial Paper Program - At June 30, 2026, we had $899 million of commercial paper outstanding, bearing a weighted-average interest rate of 4.06%. At December 31, 2025, we had $820 million of commercial paper outstanding, bearing a weighted-average interest rate of 3.91%.

$3.5 Billion Credit Agreement - Our $3.5 Billion Credit Agreement is a revolving credit facility and contains certain customary conditions for borrowing, as well as customary financial, affirmative and negative covenants. Among other things, these covenants include maintaining a ratio of consolidated net indebtedness to adjusted EBITDA (EBITDA, as defined in our $3.5 Billion Credit Agreement, adjusted for all noncash items and increased for projected EBITDA from certain lender-approved capital expansion projects). In addition, adjusted EBITDA as defined in our $3.5 Billion Credit Agreement allows inclusion of the trailing 12 months of consolidated adjusted EBITDA of an acquired business. In December 2025, we completed the acquisition of a system of gas gathering assets, which allowed us to effectively extend the acquisition adjustment period under our $3.5 Billion Credit Agreement and, as a result, our leverage ratio covenant of 5.5 to 1 was extended through the quarter ending June 30, 2026, after which it will decrease to 5.0 to 1. As of June 30, 2026, we had no outstanding borrowings, our ratio of consolidated indebtedness to adjusted EBITDA was 4.1 to 1, and we were in compliance with all covenants under our $3.5 Billion Credit Agreement.

$1.2 Billion Term Loan Agreement - In April 2026, we entered into a $1.2 Billion Term Loan Agreement, which was available to be drawn in up to two borrowings within 90 days of the closing date. Borrowings under the $1.2 Billion Term Loan Agreement bear interest at Term SOFR plus an applicable margin of 95 basis points. The $1.2 Billion Term Loan Agreement matures 364 days after June 23, 2026, the date of the initial borrowing, and may be used for working capital, capital expenditures, acquisitions, mergers and for other general corporate purposes. The $1.2 Billion Term Loan Agreement allows prepayment of all or any portion outstanding, without penalty or premium, and contains substantially the same covenants as those contained in our $3.5 Billion Credit Agreement. As of June 30, 2026, we had $600 million of borrowings outstanding at an interest rate of 4.59% under the $1.2 Billion Term Loan Agreement.

Subsequent event - In July 2026, the remaining borrowings available under the $1.2 Billion Term Loan Agreement were fully drawn and no additional amounts may be borrowed.

Debt Extinguishments - In April 2026, we redeemed the remaining $491 million of our $500 million, 4.85% senior notes due July 2026 at 100% of the outstanding principal amount, plus accrued and unpaid interest, with short-term borrowings.

Debt Guarantees - ONEOK, ONEOK Partners, the Intermediate Partnership, Magellan, EnLink and EnLink Partners have cross guarantees in place for ONEOK’s and ONEOK Partners’ indebtedness. For further details on our indebtedness, see Note G of the Notes to Consolidated Financial Statements in our Annual Report.

E. EQUITY

Dividends - Holders of our common stock share equally in any common stock dividends declared by our Board of Directors. Dividends paid on our common stock in February and May 2026 were $1.07 per share. We declared a quarterly common stock dividend of $1.07 per share in July 2026. The quarterly common stock dividend will be paid on August 14, 2026, to shareholders of record at the close of business on August 3, 2026.

F. VARIABLE INTEREST ENTITIES

Consolidated Variable Interest Entities (VIEs) - As of June 30, 2026, our consolidated VIEs consist of OWM, MBTC Pipeline and Ascension. We are the managing member of each entity. These entities are VIEs because the nonmanaging member does not have substantive rights (except in the case of default and other triggering events) to remove us as the managing member or participating rights over the managing member. As the managing member, we are the primary beneficiary because we control the decisions that most significantly impact these entities.

In January 2026, we entered into an agreement to form OWM, which owns natural gas gathering and processing assets in Wyoming. Pursuant to the agreement, our joint venture partner holds a put right, which, if exercised, would require us to purchase all of the outstanding interests in OWM, beginning on the fourth anniversary of closing, at a contractually determined put price. As the put right is outside of our control, we recorded redeemable noncontrolling interests classified as temporary equity in our Consolidated Balance Sheets.

As of December 31, 2025, the assets and liabilities of our consolidated VIEs were not material. The following table presents the balance sheet information for the assets and liabilities that are only for the use or obligation of our consolidated VIEs, which were included in our Consolidated Balance Sheets as of June 30, 2026:

June 30, 2026
(Millions of dollars)
Assets:
Cash and cash equivalents$142
Accounts receivable, net$41
Other current assets$2
Net property, plant and equipment$397
Liabilities:
Accounts payable$34
Other deferred credits$2

G. EARNINGS PER SHARE

The following tables set forth the computation of basic and diluted EPS for the periods indicated:

Three Months Ended June 30, 2026
IncomeSharesPer Share Amount
(Millions, except per share amounts)
Basic EPS
Net income attributable to ONEOK available for common stock$966630.9$1.53
Diluted EPS
Effect of dilutive securities—1.1
Net income attributable to ONEOK available for common stock and common stock equivalents$966632.0$1.53
Three Months Ended June 30, 2025
IncomeSharesPer Share Amount
(Millions, except per share amounts)
Basic EPS
Net income attributable to ONEOK available for common stock$841627.2$1.34
Diluted EPS
Effect of dilutive securities—0.9
Net income attributable to ONEOK available for common stock and common stock equivalents$841628.1$1.34
Six Months Ended June 30, 2026
IncomeSharesPer Share Amount
(Millions, except per share amounts)
Basic EPS
Net income attributable to ONEOK available for common stock$1,740630.8$2.76
Diluted EPS
Effect of dilutive securities—1.0
Net income attributable to ONEOK available for common stock and common stock equivalents$1,740631.8$2.75
Six Months Ended June 30, 2025
IncomeSharesPer Share Amount
(Millions, except per share amounts)
Basic EPS
Net income attributable to ONEOK available for common stock$1,477619.3$2.38
Diluted EPS
Effect of dilutive securities—1.0
Net income attributable to ONEOK available for common stock and common stock equivalents$1,477620.3$2.38

H. UNCONSOLIDATED AFFILIATES

Equity in Net Earnings from Investments and Impairments - The following table sets forth our equity in net earnings from investments for the periods indicated:

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
(Millions of dollars)
Northern Border$29$20$69$48
Overland Pass24204846
Matterhorn147228
Saddlehorn11132226
Roadrunner10112021
BridgeTex361622
Powder Springs—(1)(26)2
Other1252116
Equity in net earnings from investments$103$81$192$189
Impairment of equity investments$—$—$(60)$—

We incurred expenses in transactions with unconsolidated affiliates of $70 million and $96 million for the three months ended June 30, 2026 and 2025, respectively, and $145 million and $176 million for the six months ended June 30, 2026 and 2025, respectively, related primarily to Overland Pass, Matterhorn and Northern Border. Revenue earned and accounts receivable from, and accounts payable to, our unconsolidated affiliates were not material.

We are the operator of Roadrunner, BridgeTex, Saddlehorn and Powder Springs. In each case, we have operating agreements that provide for reimbursement or payment to us for management services and certain operating costs. Reimbursements and payments included in operating income in our Consolidated Statements of Income for all periods presented were not material.

For the six months ended June 30, 2026, we made equity contributions to Texas City Logistics, Eiger and Matterhorn of $149 million, $100 million and $72 million, respectively, which, in combination with contributions from our joint venture partners, were primarily used for funding capital projects.

Impairment Charges - In the first quarter of 2026, we evaluated and concluded that the full carrying value of our 50% investment in Powder Springs in our Refined Products and Crude segment was not recoverable and recorded a noncash impairment charge of $60 million, which included $52 million related to a basis difference associated with property, plant and equipment and equity-method goodwill. This impairment charge is reported within impairment of equity investments in our Consolidated Statements of Income. The estimated fair value of the equity investment is classified as Level 3. Our accounting policies for evaluating and testing our equity-method investments in unconsolidated affiliates for impairment are consistent with those discussed in Note A of the Notes to Consolidated Financial Statements in our Annual Report.

I. COMMITMENTS AND CONTINGENCIES

Regulatory, Environmental and Safety Matters - The operation of pipelines, terminals, plants and other facilities for the gathering, processing, fractionation, transportation and storage of products is subject to numerous and complex laws and regulations pertaining to health, safety and the environment. As an owner and/or operator of these facilities, we must comply with laws and regulations that relate to air and water quality, hazardous and solid waste management and disposal, cultural resource protection and other environmental and safety matters. The cost of planning, designing, constructing and operating pipelines, terminals, plants and other facilities must incorporate compliance with these laws, regulations and safety standards. Failure to comply with these laws and regulations may trigger a variety of administrative, civil and potentially criminal enforcement measures, including citizen suits, which can include the assessment of monetary penalties, the imposition of remedial requirements and the issuance of injunctions or restrictions on operation or construction. Management does not believe that, based on currently known information, a material risk of noncompliance with these laws and regulations exists that will adversely affect our consolidated results of operations, financial condition or cash flows.

Legal Proceedings - We are a party to various legal proceedings that have arisen in the normal course of our operations. While the results of these proceedings cannot be predicted with certainty, we believe the reasonably possible losses from such proceedings, individually and in the aggregate, are not material. Additionally, we believe the probable final outcome of such proceedings will not have a material adverse effect on our consolidated results of operations, financial position or cash flows.

J. REVENUES

Contract Assets and Contract Liabilities - Our contract asset balances at the beginning and end of the period were not material. Our contract liabilities at the beginning and end of the period primarily related to deferred revenue on Refined Products and crude oil transportation contracts, NGL storage contracts and contributions in aid of construction received from customers, which were not material.

Receivables from Customer and Revenue Disaggregation - Substantially all of the balances in accounts receivable on our Consolidated Balance Sheets at June 30, 2026, and December 31, 2025, related to customer receivables. Revenue sources are disaggregated in Note K.

Unsatisfied Performance Obligations - We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) variable consideration on contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.

The following table presents aggregate value allocated to unsatisfied performance obligations as of June 30, 2026, and the amounts we expect to recognize in revenue in future periods, related primarily to firm transportation and storage contracts with remaining contract terms ranging from one month to 23 years.

Expected Period of Recognition in Revenue(Millions of dollars)
Remainder of 2026$719
20271,221
20281,051
2029884
2030 and beyond2,936
Total$6,811

The table above excludes variable consideration allocated entirely to wholly unsatisfied performance obligations, wholly unsatisfied promises to transfer distinct goods or services that are part of a single performance obligation and consideration we determine to be fully constrained. The amounts we determined to be fully constrained relate to future sales obligations under long-term sales contracts where the value is not known and certain minimum volume agreements, which we consider to be fully constrained until invoiced.

K. SEGMENTS

Segment Descriptions - Our operations are divided into four reportable business segments, as follows:

  • our Natural Gas Gathering and Processing segment gathers, compresses, treats, processes and markets natural gas;

  • our Natural Gas Liquids segment gathers, treats, fractionates, transports, stores, markets and distributes NGLs;

  • our Natural Gas Pipelines segment transports, stores and markets natural gas; and

  • our Refined Products and Crude segment gathers, transports, stores, distributes, blends and markets Refined Products and crude oil.

Other and eliminations consist of corporate costs, the operating activities of our headquarters building and related parking facility, the activity of our wholly owned captive insurance company and eliminations necessary to reconcile our reportable segments to our Consolidated Financial Statements.

The significant expense categories and amounts included in the tables below align with the segment-level information that is regularly provided to the chief operating decision-maker. Total assets by segment is excluded from the tables below as that information is not regularly provided to the chief operating decision-maker.

Operating Segment Information - The following tables set forth certain selected financial information for our operating segments for the periods indicated:

Three Months Ended June 30, 2026Natural Gas Gathering and ProcessingNatural Gas LiquidsNatural Gas PipelinesRefined Products and CrudeTotal Segments
(Millions of dollars)
Liquids commodity sales$1,433$4,433$—$6,485$12,351
Residue natural gas sales171—278—449
Exchange services and natural gas gathering and processing revenue269107——376
Transportation and storage revenue—50170608828
Other revenue5314150
Total revenues (a)1,8784,5934497,13414,054
Cost of sales and fuel (exclusive of depreciation and operating costs)(1,079)(3,746)(156)(6,268)(11,249)
Operating costs(260)(223)(64)(268)(815)
Adjusted EBITDA from unconsolidated affiliates1267235134
Noncash compensation expense and other69(4)(6)5
Segment adjusted EBITDA$546$659$297$627$2,129
Depreciation and amortization$(126)$(116)$(28)$(112)$(382)
Equity in net earnings from investments$1$23$53$26$103
Capital expenditures$185$202$15$191$593

(a) - Intersegment revenues are primarily from commodity sales, which are based on the contracted selling price that is generally index-based and settled monthly. Intersegment revenues totaled $1.5 billion for the Natural Gas Gathering and Processing segment, $0.4 billion for the Natural Gas Liquids segment and were not material for the Refined Products and Crude and Natural Gas Pipelines segments.

Three Months Ended June 30, 2026Total SegmentsOther and EliminationsTotal
(Millions of dollars)
Reconciliations of total segments to consolidated
Liquids commodity sales$12,351$(1,975)$10,376
Residue natural gas sales449(11)438
Exchange services and natural gas gathering and processing revenue376—376
Transportation and storage revenue828(12)816
Other revenue50(7)43
Total revenues (a)$14,054$(2,005)$12,049
Cost of sales and fuel (exclusive of depreciation and operating costs)$(11,249)$2,007$(9,242)
Operating costs$(815)$(8)$(823)
Depreciation and amortization$(382)$(5)$(387)
Equity in net earnings from investments$103$—$103
Capital expenditures$593$20$613

(a) - Substantially all of our revenues are related to contracts with customers.

Three Months Ended June 30, 2025Natural Gas Gathering and ProcessingNatural Gas LiquidsNatural Gas PipelinesRefined Products and CrudeTotal Segments
(Millions of dollars)
Liquids commodity sales$1,100$3,740$—$2,316$7,156
Residue natural gas sales449—256—705
Exchange services and natural gas gathering and processing revenue29093——383
Transportation and storage revenue—34149563746
Other revenue94—2942
Total revenues (a)1,8483,8714052,9089,032
Cost of sales and fuel (exclusive of depreciation and operating costs)(1,082)(3,030)(219)(2,175)(6,506)
Operating costs(236)(203)(56)(217)(712)
Adjusted EBITDA from unconsolidated affiliates1225534112
Noncash compensation expense and other9133732
Segment adjusted EBITDA$540$673$188$557$1,958
Depreciation and amortization$(122)$(112)$(25)$(106)$(365)
Equity in net earnings from investments$—$18$38$25$81
Capital expenditures$341$135$52$184$712

(a) - Intersegment revenues are primarily from commodity sales, which are based on the contracted selling price that is generally index-based and settled monthly. Intersegment revenues totaled $0.6 billion for the Natural Gas Gathering and Processing segment, $0.4 billion for the Natural Gas Liquids segment, $0.1 billion for the Refined Products and Crude segment and were not material for the Natural Gas Pipelines segment.

Three Months Ended June 30, 2025Total SegmentsOther and EliminationsTotal
(Millions of dollars)
Reconciliations of total segments to consolidated
Liquids commodity sales$7,156$(1,124)$6,032
Residue natural gas sales705(11)694
Exchange services and natural gas gathering and processing revenue383—383
Transportation and storage revenue746(5)741
Other revenue42(5)37
Total revenues (a)$9,032$(1,145)$7,887
Cost of sales and fuel (exclusive of depreciation and operating costs)$(6,506)$1,146$(5,360)
Operating costs$(712)$6$(706)
Depreciation and amortization$(365)$(3)$(368)
Equity in net earnings from investments$81$—$81
Capital expenditures$712$37$749

(a) - Substantially all of our revenues are related to contracts with customers.

Six Months Ended June 30, 2026Natural Gas Gathering and ProcessingNatural Gas LiquidsNatural Gas PipelinesRefined Products and CrudeTotal Segments
(Millions of dollars)
Liquids commodity sales$2,459$7,914$—$10,613$20,986
Residue natural gas sales882—733—1,615
Exchange services and natural gas gathering and processing revenue520199——719
Transportation and storage revenue—1203411,1681,629
Other revenue14616990
Total revenues (a)3,8758,2391,07511,85025,039
Cost of sales and fuel (exclusive of depreciation and operating costs)(2,372)(6,514)(466)(10,320)(19,672)
Operating costs(505)(431)(124)(496)(1,556)
Adjusted EBITDA from unconsolidated affiliates25315059264
Noncash compensation expense and other131812658
Segment adjusted EBITDA$1,013$1,365$636$1,119$4,133
Depreciation and amortization$(261)$(223)$(53)$(221)$(758)
Equity in net earnings from investments$1$47$111$33$192
Impairment of equity investments$—$—$—$(60)$(60)
Investments in unconsolidated affiliates$41$802$1,113$1,174$3,130
Capital expenditures$502$512$61$371$1,446

(a) - Intersegment revenues are primarily from commodity sales, which are based on the contracted selling price that is generally index-based and settled monthly. Intersegment revenues totaled $2.5 billion for the Natural Gas Gathering and Processing segment, $0.7 billion for the Natural Gas Liquids segment and were not material for the Refined Products and Crude and Natural Gas Pipelines segments.

Six Months Ended June 30, 2026Total SegmentsOther and EliminationsTotal
(Millions of dollars)
Reconciliations of total segments to consolidated
Liquids commodity sales$20,986$(3,311)$17,675
Residue natural gas sales1,615(31)1,584
Exchange services and natural gas gathering and processing revenue719—719
Transportation and storage revenue1,629(25)1,604
Other revenue90(5)85
Total revenues (a)$25,039$(3,372)$21,667
Cost of sales and fuel (exclusive of depreciation and operating costs)$(19,672)$3,377$(16,295)
Operating costs$(1,556)$(13)$(1,569)
Depreciation and amortization$(758)$(7)$(765)
Equity in net earnings from investments$192$—$192
Impairment of equity investments$(60)$—$(60)
Investments in unconsolidated affiliates$3,130$9$3,139
Capital expenditures$1,446$31$1,477

(a) - Substantially all of our revenues are related to contracts with customers.

Six Months Ended June 30, 2025Natural Gas Gathering and ProcessingNatural Gas LiquidsNatural Gas PipelinesRefined Products and CrudeTotal Segments
(Millions of dollars)
Liquids commodity sales$2,327$7,852$—$4,217$14,396
Residue natural gas sales1,147—576—1,723
Exchange services and natural gas gathering and processing revenue554196——750
Transportation and storage revenue—852931,1021,480
Other revenue176—5780
Total revenues (a)4,0458,1398695,37618,429
Cost of sales and fuel (exclusive of depreciation and operating costs)(2,538)(6,487)(480)(4,010)(13,515)
Operating costs(493)(413)(108)(441)(1,455)
Adjusted EBITDA from unconsolidated affiliates35011682251
Noncash compensation expense and other141932157
Segment adjusted EBITDA$1,031$1,308$400$1,028$3,767
Depreciation and amortization$(248)$(225)$(48)$(222)$(743)
Equity in net earnings from investments$2$45$77$65$189
Investments in unconsolidated affiliates$39$550$843$1,011$2,443
Capital expenditures$582$306$114$325$1,327

(a) - Intersegment revenues are primarily from commodity sales, which are based on the contracted selling price that is generally index-based and settled monthly. Intersegment revenues totaled $1.3 billion for the Natural Gas Gathering and Processing segment, $1.0 billion for the Natural Gas Liquids segment, $0.2 billion for the Refined Products and Crude segment and were not material for the Natural Gas Pipelines segment.

Six Months Ended June 30, 2025Total SegmentsOther and EliminationsTotal
(Millions of dollars)
Reconciliations of total segments to consolidated
Liquids commodity sales$14,396$(2,447)$11,949
Residue natural gas sales1,723(34)1,689
Exchange services and natural gas gathering and processing revenue750—750
Transportation and storage revenue1,480(10)1,470
Other revenue80(8)72
Total revenues (a)$18,429$(2,499)$15,930
Cost of sales and fuel (exclusive of depreciation and operating costs)$(13,515)$2,500$(11,015)
Operating costs$(1,455)$(3)$(1,458)
Depreciation and amortization$(743)$(5)$(748)
Equity in net earnings from investments$189$—$189
Investments in unconsolidated affiliates$2,443$3$2,446
Capital expenditures$1,327$51$1,378

(a) - Substantially all of our revenues are related to contracts with customers.

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Reconciliation of income before income taxes to total segment adjusted EBITDA(Millions of dollars)
Income before income taxes$1,266$1,113$2,287$2,001
Interest expense, net of capitalized interest434438873880
Depreciation and amortization387368765748
Adjusted EBITDA from unconsolidated affiliates134113264252
Equity in net earnings from investments(103)(81)(192)(189)
Impairment of equity investments——60—
Noncash compensation expense and other (a)3306164
Corporate other (a)8(23)1511
Total segment adjusted EBITDA$2,129$1,958$4,133$3,767

(a) - The three months ended June 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $21 million included within corporate other and $1 million included within noncash compensation expense and other. The six months ended June 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $52 million included within corporate other and $12 million included within noncash compensation expense and other.

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